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arising out of any civil tort or criminal activity; provided however, that the foregoing <br />indemnification shall not apply to the extent arising out of the gross negligence or willful <br />misconduct of Lessee or the Lessee Parties. If any action or proceeding is brought against Lessee <br />by reason of any of the foregoing matters, Lessor shall upon notice defend the same at Lessor’s <br />sole cost and expense by counsel reasonably satisfactory to Lessee and Lessee shall reasonably <br />cooperate with Lessor in such defense. If Lessee in its sole discretion shall determine that it is in <br />Lessee’s interest to have separate legal counsel, Lessor shall indemnify Lessee for any legal fees <br />and costs incurred by Lessee for the defense of any such claims. Lessee need not have first paid <br />any such claims in order to be defended or indemnified hereunder. <br />65. Notices. Notwithstanding anything to the contrary in the Form Lease, all notices, requests, or <br />demands herein provided to be given or made, or which may be given or made by either party to <br />the other, shall be given or made only in writing and shall be deemed to have been duly given: (i) <br />upon delivery, or if delivery is rejected when delivery was attempted, of U.S. Certified Mail, <br />properly addressed, postage prepaid with return receipt requested; or (ii) upon delivery, or if <br />delivery is rejected when delivery was attempted, when sent via overnight or express mail <br />courier, properly addressed and postage prepaid; (iii) when delivered personally at the address <br />listed below their respective signatures (signature required), or (iv) by e-mail, and if so sent, (a) <br />the subject line of the e-mail shall state “URGENT: NOTICE TO [LESSEE] [LESSOR]” (or <br />substantially similar thereto) and (b) followed within one (1) business day by a copy sent by a <br />method prescribed in (i), (ii) or (iv) above; provided however, that all deliveries or attempted <br />deliveries shall only be made or attempted to be made on a Business Day. Notwithstanding the <br />prescribed methods of delivery set forth above, actual receipt of written notice by a party <br />designated below shall constitute notice given in accordance with the Agreement on the date <br />received, unless deemed earlier given pursuant to the foregoing methods of delivery. The proper <br />address to which notices, requests or demands may be given or made by either party shall be the <br />address set forth for such party as set forth in the Form Lease, or to such other address or to such <br />other person as any party shall designate in writing, such address may be changed by written <br />notice given to the other party in accordance with this Paragraph. <br />66. ADA Upgrades. Except with respect to the Work as set forth in Section 62 above, Lessor shall <br />not be required to provide ADA upgrades to the Premises. <br />67. Intentionally Omitted. <br />68. Inspections. Notwithstanding anything to the contrary set forth in the Form Lease, upon <br />reasonable notice to Lessee, Lessor shall have the right to inspect the Premises, or cause the <br />Premises to be inspected by a third party chosen by Lessor, to verify that Premises are at all times <br />being operated in full compliance with the terms of Paragraph 61 of this Addendum and as <br />otherwise required by this Lease. In the event that any such inspection reveals any such non- <br />compliance, the same shall be, at the option of Lessor, a Default and or Breach by Lessee under <br />the Lease, As additional consideration for Lessor’s entering into this Lease, Lessee shall <br />reimburse and pay to Lessor, in addition to Base Rent and other Rent due hereunder, the cost of <br />any such inspection, up to $500 per inspection but no more than once each calendar month, to <br />help offset the cost of such inspections, such amounts to be paid by Lessee to Lessor within 5 <br />days after Lessee’s receipt from Lessor of a copy of the applicable inspection report and invoice <br />therefor, and all such amounts being deemed Rent under this Lease. <br />69. Option to Purchase. Lessor hereby grants to Lessee an option (the “Purchase Option”) during the <br />Purchase Option Period (as defined herein below) to purchase the Premises upon the following <br />terms: <br />12926447.1 <br />10